287 material Form 8-K filings that 250 companies we cover made with the SEC in December 2024, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).
At its December 6, 2024 annual meeting, Viatris shareholders did not approve, on an advisory basis, the 2023 compensation of its named executive officers, with 49.23% of votes in favor. Shareholders approved an amendment adding 49,000,000 shares to the 2020 Stock Incentive Plan and elected all twelve director nominees, so the pay vote result is the main governance signal for holders.
Advisory vote on 2023 executive pay not approved: 445,035,979 for and 458,870,163 against, with 49.23% in favor, missing approval by less than 0.80%.
2020 Stock Incentive Plan amendment approved (872,421,538 for, 31,280,303 against), adding 49,000,000 shares and eliminating an exception to the 12-month minimum vesting requirement for certain ad hoc awards.
All twelve director nominees elected to serve until the 2025 annual meeting; Deloitte & Touche LLP ratified as auditor for fiscal year ending December 31, 2024.
Morningstar's board raised its quarterly dividend to 45.5 cents per share from 40.5 cents, an expected annualized dividend of $1.82 compared with $1.62. The company also said CFO Jason Dubinsky will step down effective December 31, 2024, then serve as a consultant through June 30, 2025, which is a change in the company's finance leadership.
Quarterly dividend of 45.5 cents per share, up from 40.5 cents, a 12.3% increase; payable Jan. 31, 2025 to holders of record as of Jan. 3, 2025
Expected annualized dividend of $1.82 per share versus $1.62 previously
CFO Jason Dubinsky steps down effective Dec. 31, 2024; consulting arrangement at $52,500 bi-weekly through June 30, 2025
Separation agreement dated Dec. 3, 2024 includes a one-time payment equal to his 2024 base salary and continued vesting of equity awards
National Beverage Corp. reported results for the second quarter and six months ended October 26, 2024. Second-quarter net sales fell 3% to $291 million, while operating income rose 7% to $58 million and earnings per share rose to $0.49 from $0.47. The mixed picture matters to shareholders because profit grew even as sales declined.
Q2 net sales were $291 million, down from $300 million a year earlier, due to volume shortfalls in August and September
Q2 operating income grew 7% to $58 million, and gross margin improved to 38% of net sales
Q2 diluted EPS was $0.49 versus $0.47; six-month net income rose 10% to $102 million, or $1.09 per share
Record storms in the Southeastern US caused supply-chain disruptions and multi-day customer store closures during the quarter
BGC Group entered into a First Amendment to its Second Amended and Restated Credit Agreement, with lenders providing an increase to the aggregate revolving commitments, bringing the total to $700 million. The company expects to use borrowings for general corporate purposes, and the filing states the borrowing rates and financial covenants were not changed.
Total aggregate revolving commitments increased to $700 million under the First Amendment dated December 6, 2024
Existing credit agreement is dated April 26, 2024, with Bank of America, N.A. as Administrative Agent
Borrowing rates and financial covenants were not changed by the amendment
Funds are expected to be used for general corporate purposes
Blackstone's indirect subsidiary Blackstone Reg Finance Co. L.L.C. completed a $750 million offering of 5.000% senior notes maturing December 6, 2034, guaranteed by Blackstone Inc. and several of its subsidiaries. The company said it intends to use the proceeds for general corporate purposes, and the filing shows the notes add to the company's debt obligations.
Principal amount: $750 million of 5.000% senior notes due December 6, 2034
Interest payable semiannually, starting June 6, 2025; notes are unsecured and guaranteed by Blackstone Inc. and five subsidiaries
Optional redemption before September 6, 2034 at a make-whole price; change of control repurchase at 101% of principal
Proceeds intended for general corporate purposes; offering made under a registration statement filed December 2, 2024
CONSOL Energy disclosed a $100,000 retention bonus for John Rothka, its Chief Accounting Officer and Controller, approved by the Compensation Committee on December 5, 2024 and paid on December 6, 2024. The bonus is paid under a $6 million cash retention program that the company may use under its August 20, 2024 merger agreement with Arch Resources, Inc. The amount is small relative to the program and the filing contains no financial results.
Retention bonus of $100,000 to John Rothka, Chief Accounting Officer and Controller
Compensation Committee approved the payment on December 5, 2024; payment made December 6, 2024
Cash retention program totals $6 million in aggregate, under the August 20, 2024 merger agreement with Arch Resources, Inc.
Organon & Co. disclosed that director Martha E. McGarry resigned from its Board of Directors and from the Board's Talent Committee, effective immediately, as of a December 4, 2024 notice. The company said her resignation was not due to any disagreement with Organon on its operations, policies or practices, so the filing reports no dispute behind the departure.
Martha E. McGarry notified the Board on December 4, 2024 of her decision to resign.
Her resignation from the Board and the Talent Committee is effective immediately.
The company states the resignation was not the result of any disagreement on operations, policies or practices.
Eversource Energy filed an 8-K reporting that its Compensation Committee approved an amendment on December 3, 2023, adding the Eversource Supplemental Cash Balance Pension Plan to its Supplemental Executive Retirement Program, effective January 1, 2025. The amended program is filed as Exhibit 10.1. The filing covers a compensation plan change for officers, not a financial result or a change in leadership.
Compensation Committee of the Board of Trustees approved the amendment on December 3, 2023.
The amendment adds the Eversource Supplemental Cash Balance Pension Plan to the Supplemental Executive Retirement Program.
The amendment takes effect January 1, 2025; the amended program is filed as Exhibit 10.1.
The 8-K was signed December 6, 2024 by Jay S. Buth, Vice President, Controller and Chief Accounting Officer.
David Stetson told the board on December 2, 2024 that he will resign as chair and from the board effective December 13, 2024, and that the resignation is not due to any disagreement with the company. The board appointed lead independent director Michael Gorzynski as chair effective the same date and approved reducing the board from seven members to six. The change affects board leadership, and the filing contains no financial figures.
David Stetson resigns from the board effective December 13, 2024; he advised the board on December 2, 2024
Michael Gorzynski, the lead independent director, becomes board chair effective December 13, 2024
Board size decreases from seven members to six, effective December 13, 2024
The filing states Stetson's resignation was not the result of any disagreement with the company
Iron Mountain completed a private offering of $1.2 billion in 6.25% senior notes due 2033, sold at par, with net proceeds of approximately $1,185.5 million. The company plans to use the proceeds to repay part of its revolving credit facility borrowings and pay related fees and expenses, which adds $1.2 billion of long-term unsecured senior debt for shareholders to consider.
$1.2 billion principal amount sold at 100.00% of par to qualified institutional buyers under Rule 144A
Net proceeds of approximately $1,185.5 million, after discounts and estimated offering expenses
Interest of 6.25% a year, paid semi-annually on January 15 and July 15; notes mature January 15, 2033
Make-whole redemption available before December 6, 2027; Computershare Trust Company N.A. is trustee
DT Midstream issued $650 million of 5.800% senior secured notes maturing December 15, 2034, to help fund its pending acquisition of Guardian Pipeline, Midwestern Gas Transmission and Viking Gas Transmission. The company also terminated its $700 million 364-day bridge loan commitments after receiving the note proceeds, and the notes carry a special mandatory redemption at 101% if the acquisition is not completed.
Notes: $650 million principal, 5.800% coupon, maturing December 15, 2034, with interest paid semi-annually from June 15, 2025
Proceeds, with stock offering proceeds, revolver borrowings and cash on hand, fund the Pending Acquisition from ONEOK Partners and Border Midwestern Company
If the acquisition is not completed by the Acquisition Outside Date (later of November 19, 2025 or any extension), notes must be redeemed at 101% of principal
Company terminated its $700 million 364-day bridge loan facility commitments
Marzetti, a subsidiary of Lancaster Colony Corporation, signed a severance agreement with Carl R. Stealey on December 3, 2024, after terminating his employment without cause. His employment ends by March 31, 2025, or earlier if he starts a new job, and the filing does not identify his role.
Severance Agreement and General Release signed December 3, 2024; Transition Period began December 2, 2024
Salary continuation through June 30, 2026, plus a COBRA subsidy and outplacement services
Annual bonuses for fiscal 2024-2025 and 2025-2026 paid at target, 70% of base salary
Two-thirds of 2022 and one-third of 2023 restricted stock and performance unit awards vest or pay out as of the final employment date
PBF Energy's Compensation Committee approved long-term incentive grants to its named executive officers, with the grants dated December 16, 2024. The awards mix restricted stock, performance share units and cash performance units, all tied to relative TSR over 2025 to 2027, and they show how pay is linked to shareholder returns.
Chief Executive Officer Matthew C. Lucey receives $2,334,497 in restricted stock, plus $1,750,873 each in performance share units and performance units.
Executive Chairman Thomas J. Nimbley receives $1,850,000 in restricted stock only.
Performance awards range from zero to 200 percent of target based on TSR rankings for January 1, 2025 through December 31, 2027, and vest December 31, 2027.
Lennox International said two long-serving directors, Janet K. Cooper and Gregory T. Swienton, will leave the board after the 2025 Annual Meeting on May 22, 2025. The Board also reduced its size by two members, effective upon their departures, and the company said the retirements do not stem from any disagreement over its operations, policies, or practices.
Janet K. Cooper, a director since 1999, will not stand for re-election and will serve until the 2025 Annual Meeting on May 22, 2025.
Gregory T. Swienton, a director since 2010, is resigning under the company's mandatory retirement age guideline, effective May 22, 2025.
On December 6, 2024, the Board resolved to reduce its size by two members, effective upon the two retirements.
On December 5, 2024, WEC Energy Group's Compensation Committee set the performance measures for 2025 annual incentives and performance unit awards for executives. Incentives are primarily based on earnings per share (75% weight) and cash flow (25% weight), with Wisconsin utility net income added for some executives. The filing describes how executive pay will be tied to results, but it does not report any financial results or change any officer.
Annual incentive for named executive officers: earnings per share 75% and cash flow 25% for most; Wisconsin utility net income 50% for Wisconsin-focused executives
Awards can be raised or lowered by up to 10% based on customer satisfaction, safety and diversity measures
2025 performance unit awards use total shareholder return vs. a custom peer group (55%) and weighted average authorized return on equity (45%), capped at 200% of target
CRH appointed Alan Connolly, its Director of Strategic Finance, as Interim Chief Financial Officer effective January 1, 2025. The appointment coincides with Jim Mintern, the current CFO, becoming Chief Executive Officer on the same date, and the company is searching for a permanent CFO.
Alan Connolly, age 56, a Chartered Accountant with over three decades of finance experience at CRH, becomes Interim CFO effective January 1, 2025.
Jim Mintern, current CFO, will assume the role of Chief Executive Officer effective January 1, 2025, as previously announced on September 24, 2024.
CRH is conducting a search for a permanent CFO with the help of an independent recruitment consultant, considering both internal and external candidates.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.